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WHAT WE DO 

CORPORATE STRUCTURING AND CONTRACTS 

We provide clients with comprehensive counseling in choosing the right entity, drafting all associated documents, and managing the internal workings and operations of the company, as well as contracts to be used with third parties. When internal disputes arise among business partners, we assist with resolving disputes, and for business conflicts that cannot be resolved, we facilitate business divorces. We also draft and negotiate all kinds of contracts including operating agreements and shareholder agreements as well as sales, distribution and licensing agreements, service and consulting contracts, leases, employment contracts, and endorsement contracts for professional athletes.


MERGERS AND ACQUISITIONS

We routinely represent clients seeking to sell or purchase businesses. We have experience with small, medium, and large companies in all kinds of business deals, including simple and sophisticated mergers, acquisitions, joint ventures, stock purchases and asset purchases, from the planning stage, negotiations, and drafting of all documentation.  Our experience includes representing a local business that was acquired by a large global company, a state bank in a bank merger with a regional bank, a business owner in the sale of a restaurant, and a telecommunications company in the sale of its business to a large global company.


HEALTH CARE LAW

 

Although we represent businesses in a wide variety of industries, we have considerable experience in representing businesses in the health care industry, from physician groups, dental practices, medical billing companies, outpatient surgery and outpatient imaging centers, medical laboratories, and various health care management companies.  Health Care businesses are highly regulated and are faced with an ever-changing regulatory landscape and increased scrutiny.  There are a number of issues specific to health care companies whether it is with regard to confidentiality and maintenance of medical records, anti-trust and fraud and abuse in health care, relationships with payors, including medical billing requirements and issues that continue to become more complex.  Our experience spans all of these issues as well as general corporate and businesses issues common to all businesses, and mergers, acquisitions, joint ventures and other business transactions and contractual matters involving a variety of health care related businesses.     

REAL ESTATE TRANSACTIONS, CORPORATE/BOND FINANCINGS AND BUSINESS WORKOUTS

 We represent clients in complex real estate deals, financings and business workouts involving commercial and residential property and loan obligations. In real estate transactions, we help structure, negotiate and document purchase agreements, sales and lease agreements, and perform due diligence related to these deals.

 

We also have experience with structuring finance deals to help clients build small- and large-scale projects. This includes negotiating and revising financing terms for loans for acquisition and development, public financing, sale/leaseback transactions, and refinancing's. Our bond financing experience includes financing the construction of a sports facility and related parking structures. We have also worked closely with a Native American tribe through multiple negotiations for the development of Native American-owned land.

 

During the recent economic downturn, we negotiated with a number of banks to facilitate a wide variety of business workouts including helping clients renegotiate their loan obligations to more favorable terms and buying out loans at huge discounts.


NONPROFIT REPRESENTATION 

We have experience with the entire process of obtaining and maintaining tax exempt status, including forming nonprofit entities, preparing and reviewing applications to the IRS, amending applications if an existing nonprofit’s activities have changed, and dissolving nonprofits when necessary. In 2014, our founder formed her own nonprofit called I Refuse Charities; her organization’s tax-exempt status was granted in only six months and was approved without the IRS asking a single clarifying question. We have also helped several nonprofit organizations manage a wide range of corporate issues such as creating and reviewing contracts and preparing organizational documents.


LICENSING AND REGULATORY COMPLIANCE FOR FINANCIAL INSTITUTIONS  

 

Our experience also includes representing a variety of financial service clients, including, banks, credit unions, mortgage companies and other financial service companies in licensing and regulatory compliance matters with various state agencies, including the Arizona Department of Financial Institutions. We advise clients through the licensing process, provide solutions for licensing issues, and interface with the regulatory agency staff at the Department of Financial Institutions to facilitate the approval of licenses for clients.

ADMINISTRATIVE LAW AND REGULATORY ISSUES FOR STATE AGENCIES 

On behalf of state agency clients, we have reviewed their policies and procedures against applicable state and federal laws, advised them regarding administrative law and regulatory issues, and made comprehensive recommendations on how to improve their business operations to ensure compliance.  We also provide ongoing advice as these recommendations are implemented by the agencies. Recently, we completed an extensive review and recommendation project for the Washington Board of Accountancy, resulting in heightened compliance and effective business operations, as well as helping them to maintain their independence as a governmental agency.